Katherine Motlagh
About Katherine Motlagh
Independent director (Class I) at Aeva Technologies since March 27, 2025; age 51. Former EVP & CFO of CyrusOne (2020–2023) and regional CFO (EMEA/LatAm/Africa) at American Tower (2015–2020). She holds bachelor’s and master’s degrees in finance & economics from the Financial University in Moscow, is a licensed CPA, and a Certified Management Accountant; she also previously served on the National and European Boards of the Institute of Management Accountants . Currently serves on the boards of Crown Castle Inc. and EVgo Inc. (Audit Committee Chair at EVgo) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CyrusOne LLC | EVP & Chief Financial Officer | Oct 2020 – Jun 2023 | Led finance at global data center developer . |
| American Tower Corporation | CFO, Europe/Africa/LatAm | May 2015 – Oct 2020 | Regional finance leadership for global infrastructure REIT . |
| Ericsson, Nokia, Nextel | Divisional CFO and finance/accounting leadership roles | Earlier career (dates not specified) | Progressive finance responsibility across telecom OEMs . |
External Roles
| Company | Exchange/Ticker | Role | Committees/Notes |
|---|---|---|---|
| Crown Castle Inc. | NYSE: CCI | Director | Member of Finance and Audit Committees . |
| EVgo Inc. | Nasdaq: EVGO | Director | Audit Committee Chair; member of Compensation and Nominating & Governance Committees . |
Board Governance
| Topic | Details |
|---|---|
| Board class/term | Class I nominee; term through 2028 Annual Meeting if elected . |
| Independence | Board determined independent under SEC/Nasdaq rules . |
| Committees | Audit Committee (Chair); Audit also includes Hrach Simonian and Stefan Sommer . |
| Audit financial expert | Board determined Motlagh qualifies as an “audit committee financial expert” . |
| Other committees | Compensation: Eberle (Chair), Simonian; Nominating & Governance: Simonian (Chair). Motlagh not listed on these in 2025 proxy . |
| Meeting attendance (2024) | Board: 9; Audit: 4; Compensation: 6; Nominating: 0. All directors met ≥75% attendance except Dr. Sommer. Motlagh joined in 2025; 2024 attendance not applicable . |
| Executive sessions | Independent directors meet regularly in executive session . |
| Lead independent director | None elected (policy allows) . |
Fixed Compensation
| Component | Amount/Terms | Source |
|---|---|---|
| Annual cash retainer | $50,000 | Director Compensation Policy . |
| Committee membership retainer | $10,000 per committee | Director Compensation Policy . |
| Audit Committee service (Motlagh) | +$10,000 (as Audit Committee member) | 8-K appointment terms . |
| Equity grant | $150,000 annual RSU in connection with the annual meeting; vests on first anniversary of grant or upon change of control (time-based) | Director Compensation Policy ; 8-K appointment terms . |
| 2025 annual meeting date | June 20, 2025 (virtual) | 2025 Notice of Meeting . |
| Chair premium | Not disclosed in policy (no separate chair fee specified) | Director Compensation Policy . |
Notes:
- The Company’s policy grants non-U.S. resident directors $150,000 in cash instead of RSUs; Motlagh’s 8-K specifies RSUs .
Performance Compensation
Directors receive time-based RSUs; no performance metrics disclosed for director equity awards. Vesting: RSUs vest on the first anniversary of grant date or upon change of control, subject to continued service .
| Award | Value | Vesting | Performance Metrics |
|---|---|---|---|
| Annual RSU (Director) | $150,000 | 1-year time-based; CoC accelerated vesting | None disclosed (director RSUs are time-based) . |
Other Directorships & Interlocks
| Company | Relationship to AEVA | Interlock/Conflict Considerations |
|---|---|---|
| Crown Castle Inc. | Unrelated industry (telecom towers/communications infra) | No related-party transactions disclosed involving Motlagh . |
| EVgo Inc. | Unrelated industry (EV charging network) | No related-party transactions disclosed involving Motlagh . |
- The 8-K notes there are no transactions requiring disclosure under Item 404(a) in connection with Motlagh’s appointment .
Expertise & Qualifications
- Financial expertise: Designated audit committee financial expert; CPA and CMA credentials .
- Industry breadth: Telecom infrastructure, data centers, and regional CFO leadership at a global REIT; senior finance roles at Ericsson, Nokia, Nextel .
- Board governance: Current service on multiple public boards; audit leadership (EVgo Audit Chair) .
Equity Ownership
| Item | Detail |
|---|---|
| Total beneficial ownership (AEVA) | 0 shares beneficially owned as of April 4, 2025 (below 1%) . |
| Vested vs. unvested | Not applicable (no holdings reported as of record date) . |
| Options | None disclosed . |
| Pledged/hedged | Company policy prohibits hedging/pledging; waivers disclosed only for founder/CTO Mina Rezk. No waiver disclosed for Motlagh . |
| Ownership guidelines | Not disclosed for directors in the proxy . |
Governance Assessment
-
Strengths
- Independent Audit Committee Chair with designated audit committee financial expert status, aligning with best practices for oversight of financial reporting, risk, and cybersecurity .
- Deep CFO experience at public infrastructure companies; current audit leadership at another public company (EVgo) enhances audit committee effectiveness .
- No related-party transactions disclosed and confirmed at appointment; clean independence profile .
-
Alignment and incentives
- Director pay structure skews toward equity ($150k RSUs vs. ~$60k cash for Audit membership), fostering alignment with shareholders through time-based equity .
-
Monitoring items
- New to AEVA’s board (appointed March 27, 2025); no AEVA attendance history yet for 2024 period .
- As of April 4, 2025, no beneficial ownership reported; initial alignment builds upon annual RSU grant made in connection with the 2025 annual meeting .
RED FLAGS: None disclosed specific to Motlagh. Company-wide, hedging/pledging is prohibited; the only disclosed waiver was for founder/CTO (not Motlagh), to avoid share sales during relocation—this is a governance consideration but not attributable to Motlagh .
Appendix: Sources
- Appointment, independence, and director compensation terms for Motlagh (8-K, March 27, 2025) .
- 2025 DEF 14A (April 30, 2025): director biography; Audit Chair and financial expert status; independence; director compensation policy; meeting/attendance statistics; beneficial ownership .